Ultimate Genesis Avengers
by Mimick
Summary: The third series in the Ultimate Genesis saga.
1. Chapter 1: Drawn in

Ultimate Genesis Avengers #1 "Drawn In"

Written By Mick Edwards

Clint Barton and Natasha Romanov had no idea why they were summoned by Tony Stark to the main headquarters of Stark International in Los Angles. Both of them were experienced combat veterans, Clint happened to be the world's greatest marksman, outclassing all others with his near unerring accuracy. Natasha was known for her ability to get inside anywhere with little difficulty, trained by the legendary Alexi Shostakov, the former Soviet Unions greatest spy. Since it seemed to be just a casual meeting, they dressed casually. They entered Tony Stark's main office, Tony sat in his chair behind his desk. He looked up at them, smiling. Tony wore a white button up shirt, black slacks with a black belt, and nice black dress shoes.

"Glad you both could make it," Tony said. He stood up and shook Clint's hand, but Natasha's hand he kissed.

"Cut the charm," said Natasha. "Why are we here?"

Tony's face became serious. He walked over to his square desk, picked up a small remote off it and used it to close the shades to his office. "You ever hear of the accident I had in Afghanistan?"

"Yeah," said Clint. "What about it?"

Tony's eyes narrowed. "It was no accident."

Clint looked at Natasha before he turned his attention back to Tony.

"What do you mean?"

"Some one tried to assassinate me," said Tony. "More precisely a group of some ones."

"You are not making any sense, Tony, dear."

"Have you ever heard of the Hellfire Club?"

Natasha took a seat at the leather chair in front of Tony's desk. She crossed her legs and leaned back looking every-bit as seductive as Tony imagined.

"Yes," said Natasha. "They are a club that consists of some of the most wealthy socialites in the world."

"What about them?" asked Clint.

"I used to have a membership in the club, back when the war started I learned that the Hellfire Club's legacy spanned all the way back to the creation of this country..."

"What are you trying to say, Tony?"

"The Hellfire Club were very much behind the idea of our revolution from England, they orchestrated the resentment against the king."

Clint shook his head. "That's not how it went, Washington, Franklin, and Jefferson were the ones behind the revolution."

"They were pawns of the Hellfire Club's founders," said Tony. "Tools to create a new country from which the Hellfire Club could rule."

"This is nonsense, why doesn't SHIELD, or any one else know of this?"

"Because Natasha," said Tony. "I helped create and finance SHIELD, my company is a weapons developer, and most of all my ancestor was a founding member of the Hellfire Club."

Tony walked to the windows with shades down, the only light in the room was from the lights in his office.

"The Hellfire Club has controlled every aspect of our nation since the beginning, through their watchful eyes, we became the great nation we are."

"They have kept their existence secret to keep prying eyes out of their business." He added.

"However, during the Reagan era, some bad decisions were made."

"The Hellfire Club had formed an Inner Circle that comprises the descendents of the founding fathers, the Inner Circle wields all the power."

"This sounds like a bad conspiracy theory, Tony."

"I agree with Clint, in all my years I have never heard of any of this."

"I figured you wouldn't," said Tony. "But let me finish...please."

Tony took a deep breath, prepping himself to recount something painful.

"My father disagreed with the new direction that the Inner Circle made, since the costly war in Vietnam ended in failure, they believed all the money in the nation should remain in their pockets."

"My father believed that such a decision would destroy this nation and everything the Hellfire Club had worked for."

Tony turned to Natasha and Clint, a sad look on his face. "When they were sure my father was alone, they executed him, but left me alive because they believed I could be turned to see their way."

Clint sat down in the identical leather chair next to Natasha, he ran his hands across his face. "You're serious about this, I'd almost think you were nuts."

Tony started unbuttoning his shirt, they saw a device implanted in the middle of his chest. Natasha and Clint were shocked by what they saw. It was circular and glowed yellow in the center.

"This is the beta-particle generator my father had been developing, with the help of a friend, I converted the designs into a pace maker to keep my heart beating."

Tony buttoned his shirt back up. "The Inner Circle saw that my genius exceeded my father's own, they felt I would be a goldmine for them to exploit, when I learned of their duplicity, they tried to have me killed in Afghanistan with a road side bomb."

"The shrapnel pierced my chest, I was captured by Al Qaeda sympathizers."

Tony looked up after he finished re-buttoning his shirt. "They wanted me to build a bomb using my father's beta-ray particle technology, a weapon more powerful than any nuclear device."

"Instead," Tony continued. "Professor Ho Yinsen helped me build this pace maker and a means of escape."

"Wait," said Clint, he realized what Tony implied. "You're Iron Man?"

Tony nodded.

Natasha lowered her head. "SHIELD had been searching for the identity of Iron Man, this whole time it would be SHIELD's principal founder."

"The Irontech Yinsen and I developed has been used to defend myself from the Inner Circle, this beta-particle generator is a third redesign of the original that Yinsen implanted in my chest."

"I have realized in the past ten years that even with my wealth exceeding the members of the Inner Circle, I could not fight them alone because their influence is far-reaching."

Tony pressed another button on his small remote, a holographic A appeared from a projector on the roof.

"That is why I have decided to form an organization to combat the Inner Circle, made up of specialists that could help me shut them down."

Clint steepled his hands, leaning forward in his chair. "You want me and Natasha to be apart of this organization."

"Yes, but there will be others I will be recruiting."

"Why us?" asked Natasha.

"I have detailed files of every agent in SHIELD, you two were of special interest," said Tony. "For your unwavering loyalty and your particular skills."

"You need people you can trust, da?"

"Yes Natasha, I think given what General Fury's impressions of you are, I can trust you both."

"Does General Fury know about what you are planning?" asked Clint.

"No, and I rather it stay that way."

"Why?"

"SHIELD has spies with in it that could let the Inner Circle know of my plans, I may trust General Fury inexplicably, but I can't let this plan be compromised."

"You're asking us to lie to our boss," said Clint. "General Fury is a man I owe my life to."

"General Fury helped me as well."

Tony sat the small remote on his desk, he sat down in the plush chair behind his desk.

"I need the both of you," said Tony. "I'm not asking you to betray General Fury, just keep him out of the loop for now."

Clint and Natasha looked at one another. They got up to go, but Natasha turned with a question in mind.

"What is the A for?" she asked.

"The Avengers."

"The Avengers," Natasha said thoughtfully. "A fitting name."

An hour after they left, Tony rode an elevator down into the secret sub-basement level of Stark Industries. In a energy barrier cell sat a man with an enlarged green brain. Tony walked up to the energy barrier and looked in on his prisoner.

"So, Banner, how do you find your new home?"

The mutated Doctor Banner sat up, looking at Tony contemptuously. "Modest compare to what I am used to."

"Get used to it," said Tony. "Because of you, Lieutenant Blonksy is now a rampaging Hulkish brute."

The mutated Doctor Banner shrugged his shoulders. "I didn't invite him into my experiment, he should have kept his nose out of it."

"Your experiment released a force that could be as destructive as the Inner Circle."

The mutated Doctor Banner smiled, but said nothing.

"Don't expect to get out of here, Banner, not until I figure out what to do with you."

Tony went into the elevator, heading back up to the top floor of Stark International. The mutated Doctor Banner removed his hands from behind his back, a small device held in them.

"Oh, I expect to do more than escape, Anthony, and when we meet again, you will acknowledge me as your Leader."

Clint and Natasha returned to their apartments rented by a dummy corporation set up by Tony. Clint spoke with his wife and children. Natasha looked at the picture of her father figure, Alexi. She lie on the bed and held it close to her chest.

"For you, Oteų"

Blonsky roamed around the Rockies, looking for water and food. His massive green muscles tensed, his eyes glowing green. He leaped down from the mountain he stood on into the valley below, toppling trees over. A deer came by, he snatched it out of the air and bite down on its head. Blood splashing on his neck upon the first bite. He ate the deer whole, and walked down to a pond where he took several big handfuls of water. Soon, he relaxed and transformed back into his human form. Emil felt the blood on his neck, he wiped it off, and examined it. He remembered nothing expect he was in unfamiliar terrain and worst of all. He had no idea how he got there. He washed the blood off the best he could, he could not be certain where the blood came from. Emil didn't want to attract any undue attention when he came upon a town.

He hiked for several days before he reached the closest town, from there he stole some clothes and disappeared among the people.

Sebastian Shaw played with his glass of wine, he wore a sharp black business suit with a matching color tie. Donald Pierce sat across from him flexing his hand wearing a white sharp business suit with a black tie. A beautiful blonde haired woman dressed in a white business suit came in catching both their attentions, Sebastian sat down his drink. Donald stood up.

"Is it time?" asked Sebastian.

"It is."

Donald looked at Sebastian with a smile. "Let's see Stark contend with us now."

End Chapter 1

Next Chapter 2: Ultron Affair


	2. Chapter 2: Ultron Affair

Ultimate Genesis Avengers #2 "Ultron Affair"

Written By Mick Edwards

Tony looked at his armor, he had adjusted the power couplings to regulate the power from his beta-ray particle pace maker. Overhauled the repulsor ray emitters in the gauntlets, and made some final adjustments to his boot thrusters.

Wiping the grease from his hands, he sat down to have a drink of coffee. On the table lie a picture of Captain America – all three of them that appeared in the three decades of the forties, fifties, and sixties. The death of the original Captain America made it necessary for the government to use proxies. Soldiers that were the best of the best, and excelled in qualities that the government looked for in their replacement Captain America. Only one of them looked similar enough to Steve Rogers. The other two had been used sparingly and covertly so that not even the media would realize they were not the real deal. The latest Captain America happened to be a man named John Walker. John went through an experimental process that gave him moderate level superhuman strength, enhanced durability, agility, reflexes, and coordination. It worked by activating his dormant x-factor, a gene responsible for mutation.

Serving as Captain America, John leaned more to the right side liberalism. He favored tradition and could be very jingoistic. His best quality though happened to be the fact he would take orders, and be loyal to a fault to his commanders and allies. That made him the perfect center piece for the Avengers team. The other member he looked into, Thorlief Goleman, had been a researcher that discovered an alien hammer shaped device that granted him god-like power and invulnerability. He dubbed himself simply Thor after the Norse god of thunder. Since his transformation, he seemed to be afflicted with bipolarity disorder. He would go through mood swings, and could be unpredictable at times. Tony looked into solutions to control Thorlief's mood swings. Right of the moment, he decided to test his armor. Stepping into the chamber located next to the wall, a halo lowered over his naked form, covering it in a yellow smart-circuit mesh that allowed him to cybernetically control his armor. He stepped out and the wall casings holding his armor moved closer to him through several small hydraulics. Tony held out his arms, the gauntlets responded by clacking around them. The chest piece sealed around his torso and so did his boots and helmet.

"Alec, run a system check."

_Yes sir._

_Processing..._

_Boot thrusters at 100%_

_Repulsor ray emitters at full operational capacity._

_Beta-ray particle generator integration successful. Power couplings are regulating power._

"Good, then let's go for a ride."

The roof silo opened, and Iron Man launched into the air.

-A-

Thor sat Indian style at the foot of a spring lake. His eyes closed, his face touched by the gentle breeze. Resting on his lap was the hammer that gave him his powers. Thor opened his eyes, he could sense a presence nearby. Foreign, and unlike anything he sensed before. He stood up, looking around for the source of the presence.

An energy blast came from seemingly nowhere, striking Thor in the chest, but did no damage. From the lake, swarms of robots appeared from their camouflaged hiding positions. All silver with red eyes, and their palm blasters aimed at him.

Thor narrowed his eyes. "You picked the wrong day to fight with God."

Thor floated into the air, his eyes latticed with energy. The very heavens began to turn from blue and cloudless to being filled with dark clouds. Thunder cracked, lightning flashed in the air. Thor pointed his hammer at the lake, and bolts of lightning struck the very spot the robots walked. All of them were filled with high voltage. They crumpled to the ground, inert.

Thor allowed a smile to play at his lips. A stronger energy blast hit him from behind, startled by it. He turned to see who struck him. Behind him were more of the insufferable robots. Thor tossed the hammer he dubbed Mjolnir at them. It left a crater where it struck with fragments of the robots bodies. Mjolnir returned to Thor just as he was driven into the ground by a large mechanical fist.

-A-

At the same moment, in their hotel rooms. Clint and Natasha had mulled over their decision. Dressing in their combat uniforms to return to SHIELD duty. They heard a rumbling sound, the entire three floors above them were pulled off by a giant silver robot with red eyes.

"Holy," said Clint.

"бor!" said Natasha.

"This a boyfriend of yours?" Clint dodged the enormous fist coming down toward him and fit an arrow into his bow, and pulled the string back.

"No, I imagine it's one of your unsightly friends." Natasha barely avoid the falling fist. She was thrown back onto her backside.

Clint launched his arrow, with the explosive head detonating on the robot's face. The robot raised it's head, the damage superficial until Iron Man flew in firing his repulsors into its face. The head was blown clear off. Iron Man landed right beside his two friends.

"I see you two have gotten into trouble without even accepting my offer."

"Consider it accepted," said Clint.

"Yes."

"Good," said Iron Man. "We have two other members of our team that need help."

Clint and Natasha looked at each other not knowing whom Iron Man spoke of.

-A-

Captain America avoided the near collision with the robot in the middle of the road. He spun his motorcycle around, looking at the silver colored, red eyed machine.

"What the hell is this?" he said pulling his shield from the front of his bike. "Another one of A.I.M.'s junkyard killing machines?"

The robot's palm blasters glowed, it fired an intense energy beam that Captain America's shield absorbed and redistributed through its concave shape. Captain America, flicked his wrist launching the shield so fast that it chopped the robot's head off, and returned to his open hand.

"Feh," he said and turned his back. He heard a sound that sounded like a weapon being prepared to fire, he leaped to the side with another energy blast lancing pass. His motorcycle exploded showering the road with its remaining bits and pieces.

"That was my favorite bike," yelled Captain America. He turned to the robot, anger written all over his face.

He charged forward, dodging the energy blasts until he was close enough to use his shield to decapitate the robot. Captain America turned when several more robots appeared from the air. His hand went to his sidearm, a nine millimeter Beretta with armor piercing rounds. Several shots from his gun took down one robot, the other four flew at Captain America. He braced for impact when energy blasts disintegrated them.

Captain America looked to the red and gold armored figure that floated in the air above the valley of the uphill road that he traveled.

"You must be Iron Man," said Captain America.

"You've heard of me?"

"Yeah," he said slinging his shield over his shoulders. "I have good intel from my work with SHIELD."

"Really?" Iron Man touched down just a few feet from Captain America. "I figured the Superhuman Hazard Intervention Executive Logistics Division would have better things to do."

Captain America chuckled. "No, all perceived threats are monitored by SHIELD."

Iron Man nodded, "I'm no threat."

"I am inclined to believe you since you saved my life."

"I have an offer for you," said Iron Man. "But we need to do it on our flight to help the others."

"What others." Captain America's eyes widened when he saw a sleek aircraft lower to the ground.

"All on-board," said Iron Man taking to the air.

-A-

Thor pushed himself up from the crater in the ground he made when the giant robot hit him. Mjolnir hung by its strap around his wrist. Energy crackled from it, feeding him more power. Thor shoved and the robot fell backwards toward the lake and the trees behind it. Thor flew behind it and swung back his hammer.

"Die godless automation!"

The blow Thor struck created a giant flash, leaving smoke rising from Thor's body. Clint and Natasha landed in the identical sleek craft. They disembarked, finding Thor clutching his hammer tightly. Clint nudged Natasha closer to him, believing her beauty would make it easier to speak with him.

Thor turned, seeing Natasha's face. He closed his eyes and walked past her. Clint and Natasha were baffled. Iron Man landed in front of Thor causing the so-called "God" to look up.

"Thor," said Iron Man. "My name is Iron Man and I have an offer for you, one that I will think you would appreciate."

Thor cocked an eyebrow. "What kind of offer?"

-A-

Doctor Banner fled from Stark International, leaving the building burning behind him. A wide grin on his face. With a pressed button on his left wrist, he vanished from sight.

-A-

Sebastian Shaw yawned, watching the robots fail to even take down one of Stark's so-called Avengers. He sat back in his chair, the flat screen television receded into the table.

"Well, that was boring."

"The Ultrons were an unmitigated disaster," said Emma Frost. "A group of chimpanzees could have done better."

"Don't be ridiculous!" shouted Donald Pierce. He calmed down, a smile formed on his face. "Besides, this was just a test to see what we are dealing with."

"What do you mean?" asked Sebastian Shaw.

"All in due time, Sebastian."

Emma crossed her arms, looked to Sebastian. He looked back at her as if thought had been shared between them.

-A-

Thor stood in awe of what Tony Stark had accomplished. His genetically altered seeds had regrown areas of the rain forest that were chopped down in mere moments. Thor turned to Iron Man, a happy look on his face.

"My boss read about you, Thor, you were a fervent environmentalist and were working to save up enough money to one day replenish the rain forest."

"What Anthony Stark has done, it is almost godlike."

"I wouldn't go that far," Clint whispered to Natasha. She elbowed him in the stomach. Captain America took a closer looked with binoculars he carried in his belt.

"Amazing."

"Glad you agree, Cap."

Iron Man set down on the lowered gangway that the others used to see the work done. He placed his hands on his hips.

"I plan to make the world a better place, but as long as the Hellfire Club exists, that will never happen."

"What do you propose?" asked Captain America.

"He wants allies," said Clint.

"More than allies..." Iron Man came up to Thor and placed an armored hand on his left shoulder. "I need teammates, I need Avengers."

Thor placed his hand on Iron Man's right shoulder. "I will fight with you until the stars turn cold and the universe goes black."

"Count me in," said Natasha.

"Me too." Clint had a smile on his face after chiming in.

"Cap?" asked Iron Man.

Captain America looked at Iron Man, his eyes drifted down to his shield covered in the American flag.

"If America's enemies are near, or if they are far...I have sworn to uphold this legacy and fight them to my dying breath."

"I'll take that as a yes."

Captain America nodded his head.

End Of Chapter 2.

Next Chapter 3: "You Foes!"


	3. Chapter 3: You Foes

Ultimate Genesis Avengers #3 "You Foes"

Written By Mick Edwards

Simon Utech, Mike Steel, Ann Darnell and James Darnell came out of the genetic alteration chamber, they looked at one another, changed into something more than human. Mike became a man made of living metal, his weight shifted unconsciously at first until he got it under control. The others showed great control of their abilities. Simon could repel or attract matter and energy. Ann turned into gas and could take any gaseous form. James became a being of pure radiation and reveled in his power.

"Now," said their mysterious benefactor. "You possess the power you crave, you must comply with your end of the bargain."

Simon could not see their mysterious benefactor, he looked to James who shook his head indicating no one was there with them.

"Very well," said Simon. "Call us...the U-Foes."

James snickered. "What a lame name."

Simon eyed James. "Got anything better?"

James lowered his head, looking away.

"I like it," said Mike.

"You would." Ann flew next to her brother. "You okay, brother?"

"Yeah, let's just get on with it."

Simon narrowed his eyes with a dark smile on his face. "Time to crush the so-called Avengers."

-A-

Tony had a look of sorrow when he saw the damage done to Stark International's main headquarters. He clenched his fists because he knew who did it. John lay a hand on his shoulder.

"We'll figure out who did this, that you can believe."

"Yeah..."

Natasha searched around the ruins of Stark International, her hands in her pockets. She noticed fragments of what appeared to be a fire bomb. She picked it up to examine it. Tony came over, seeing the design and took it from her.

"Hey," said with her thick Russian accent. "That is evidence, Tony."

Tony looked at the fragments, eyeing them closely. "I know, it's also my original beta-ray particle pace maker."

"Wait," said John. "That device in your chest can destroy a half a mile of property?"

"The original, yes." Tony went silent for a moment when he looked up and around at the loss. Bodies had been carried out from the rubble. He tossed the fragments on the ground covered in the burnt remains of Stark International and walked away.

Natasha started to follow him, but John took hold of her arm. "Leave him be."

Natasha turned to John before looking back in the direction Tony went.

-A-

Thor and Clint looked over the team headquarters in astonishment. Four miles of property located in Los Angles away from the prying eyes of reporters and unwanted guests. The top floor contained bedrooms, a gymnasium designed to sharpen the team's combat skills, a swimming pool, spa, kitchen, strategy room, bathrooms, and conference room to hold private press conferences.

Below ground lie a working replica of Tony's armory complete with his first three armors that he used prior to his latest. They also found a laboratory, medical bay, food vault stacked to the brim with supplies, a larger beta-ray particle generator connected to the power outlet of the entire complex and sub-levels with three redundancy power sources. The biggest surprise came to be the hanger where three sleek aircraft rested on a overhanging turn table ready for launch through a halo that kept back the ocean with a powerful force field.

"Damn," said Clint. "Tony really decked this place out."

"Indeed, it seems he spent a lot of time planning this."

_Master Anthony spent approximately nine years in preparation for this day, gentlemen._

"Who said that?" Clint had a quizzical look on his face.

_I did, I am Sam – Systematic Artificial Maintenance Manager. I see to the duties of the residence._

"Why only one M?"

_Because Master Anthony has quite the crush on the actress that plays Sam on General Hospital._

"That explains the familiarity of the voice," said Clint. "You sound just like her."

_Another show of Master Anthony's affections for her._

Thor scratched his head, "Do you know where I can enjoy some quiet time with nature?"

_Yes, Master Anthony has a botanical garden that covers almost two miles of the property not far from where you are and three levels down._

"Well, lead me there, Sam.

_Head down the hall, turn to your right and follow the lighted path. You will find it right in front of the elevator._

"Thank you," said Thor. He left Clint by himself. Clint shrugged his shoulders and headed to kitchen to make himself something to eat.

-A-

Tony opened his briefcase, revealing collapsed suit of armor that comprised entirely of the briefcase itself. It was not his mark IV, but a modular, sleeker armor. He activated the sequence that covered him in the yellow smart-circuit mesh and the armor. He ignited his boot jets and took to the sky.

"Alec, give me a list of casualties estimated in the destruction of SI, and the total cost."

_Processing..._

_Estimated deaths: 423 employees_

_Total cost: 300 million including an additional 150 million in insurance packages._

Tony silently cursed himself until an alarm flashed on his holographic heads up display.

_Incoming object, moving to intercept sir._

"Missile?

_No sir, it appears to be human shaped._

"How is that possible?" said Tony thinking of the possibilities. "Is it Thor?"

_Negative. Alert, adaptive reflexes initiated._

Without a single mental command, Tony dodged the radiation blast. His sensors detected a spike from the oncoming flying man.

_Incoming person is emitting high levels of radiation, module armor is not equipped with proper offensive capabilities._

"Tell me something I don't know," muttered Tony. He resumed his flight at a much higher speed.

-A-

John and Natasha took the freeway, heading toward the Stark estate where their new headquarters was based. John drove the black Dodge hybrid, Natasha sat in the passenger seat. In front of them, a near seven foot metal man stood in their path. John swerved the car out of the way only to wreck behind the metal man. Natasha rubbed her aching head, John had already got of the car, grabbing his shield from the back seat.

"I don't know who you are, but you picked the wrong person to mess with."

The metal man laughed and smacked his chest with his right hand, saying in a cocky manner: "Give me your best shot!"

John launched his shield at the metal man, it bounced off with nearly twice the velocity that he had thrown it. He jumped to the side to spare himself being impaled with his shield. The metal man broke into another arrogant laugh, taunting John to attack him.

"You're Captain America?" Mike pointed at John, laughing some more. "I bet you were the only schlub they could find dumb enough to take the mantle!"

John clenched his fists, he charged at the metal man. A single back hand knocked him back and left him hurting, Natasha snuck up the metal man and used her widow's bite. The metal man shook with pain.

"Argh!"

"Men tell me I have quite the bite," she said shooting him with her widow's bite again.

-A-

Thor opened his eyes, crackling with energy. He sat up and was thrown back by some strong force. He crashed into one of the genetically altered trees behind him. He looked up as he got to his feet. He saw a bald man covered in a cascade of swirling energies. His appearance could not be seen beyond such energies.

"Call me Vector," the bald man said. "Die!"

Vector focused his power on Thor, reducing him to a skeleton. Energy crackled from Mjolnir and restored his flesh, blood, organs, and clothing. Vector stared in astonishment.

"What are you?"

"God," said Thor with a dark hint in his voice.

-A-

_Alert, intruders detected in the estate. Defense systems active._

"Samm, what's going on?"

_Unknown entities have entered the estate, they appear to be class 7 and class 5 super-powered beings._

"Class seven and five?"

_Master Anthony's classification of super-powered beings power levels._

The air suddenly became difficult to breathe in, Clint grabbed his throat. Choking on the poisonous air in the room.

"Don't worry, hun, you're suffering will end soon."

Clint fell to the floor unable to breathe.

_Warning, life sign of designate Hawkeye failing do to poisonous air. Ventilation system activating._

Ann found herself sucked out of the room by the ventilation system and shot out into the open air where she lost control of her form. Fresh air was pumped into the room, Clint got to his feet. Coughing, his throat sore, and his eyes watery.

"Thanks Sam."

_Anytime, Master Barton._

-A-

Tony poured on the speed, using the thrust from his gauntlets. The holographic real time HUD showed that the radioactive being was still following not too far behind.

_Master Anthony, present speed is close to exceeding module armors ability to withstand. I suggest a different course of action._

"I know Alec, I'm thinking."

Tony stopped in mid-air, an idea forming in his head. His uni-beam glowed brightly.

"Alec, set uni-beam pulse to the frequency holding our friend together."

_Sir?_

"Just do it!" barked Tony.

Tony fired a blast from the uni-beam, disrupting James form, he was pulled apart at the seams.

_Disruption progress has succeeded. However, our potent foe's energy can no longer be detected._

"Of course not, with no control of the corporal form, our atmosphere shunted the odd energy into space."

_You are quite brilliant, Master Anthony. Much more than you are given credit for._

"No time for sucking up, Alec, full speed to my estate in LA."

Tony resumed his flight course, heading for his estate.

-A-

Thor let another repulsion field hit him, he was not budged or harmed in the slightest. Vector became desperate. He tried to attract Thor's hammer, hoping to gain some sort of advantage. Thor flew forward with the hammer unexpectedly and rammed Vector hard. He lie unconscious at Thor's feet.

"If this what accounts for enemies, then I will grow quickly bored."

Thor picked up Vector and left the botanical garden.

-A-

Tony arrived, entering the estate through the hidden silo in the backyard. He saw Clint resting in a chair, Thor stood off to the side with Vector contained in an energy field of some sort. Tony chuckled.

"I suppose you guys experienced the same sneak attack, I did."

Clint nodded his head. "I couldn't see mine, I only heard her voice before Sam got rid of her."

Thor pointed with a thumb at Vector. "This one was not even a momentary annoyance."

"Where's John and Nat?" asked Tony.

The elevator dinged, John and Natasha came into the lounge room with John wearing bandages around his ribs.

"Sneak attack by a strange SPB?"

"Da," said Natasha.

"He got the best of me, but Natasha hear took him down with her wrist devices."

_Alec, analyze those devices on Nat's wrists._

_Why sir?_

_They look familiar._

_Scanning..._

_Scan complete, weapons are Stark International prototype disruptors._

_Th-that's not possible._

_Unusual._

_What's Alec, the fact Nat has technology my company hasn't released yet._

_No, my scanners indicate a energetic bond between Thorlief and his hammer._

_Explain, Alec._

_I cannot sir, I have no records of such a phenomenon._

_I guess I'll have to watch Thorlief closer..._

The others talked about their experience with the unknown attackers. Tony disengaged his module armor and it retracted into briefcase mod.

"I'm going to take a shower," said Tony. "Have a look around at our new digs."

The team looked at Tony before separating and going in their own directions.

-A-

"Tsk, tsk," said the mysterious benefactor. "I had thought all that power I bestowed upon them would allow them to better deal with my dear brother's allies."

A female appeared from the darkness of her secret lair. She had dark hair, blue eyes like Tony and she was a vision of loveliness.

"Looks like I'm going to have to tackle them personally," she said, a smile gracing her face.

End Chapter 3

_Next Chapter: Who is Catalina Stark?_


	4. Chapter 4: Who is Catalina Stark?

What if you had the power to save the world? What if your were one of the smartest people on the planet with power source that was virtually limitless? But it was also the only thing keeping you alive...

ULTIMATE GENESIS AVENGERS Chapter 4 "Who is Catalina Stark?

-A-

Sneaking past the Syrian forces would be difficult for a normal man, John Walker wasn't a normal man. The test subject for Operation Reborn, he received the genesis virus that grants him super-human stamina, strength, agility, reflexes, and durability. Trained by the best fighters in the world and the top military strategists, Walker continued the proud tradition of Captain America. Wearing the costume that was once chain mail, replaced by SHIELD issue heat resistant kevlar and holding the famed shield that the long deceased Steve Rogers used. The Syrian government had soldiers on every street. They were clearly outmatched by the rebels that sported Starktech weapons. The very reason Stark sent Cap into the country to find out whom is supplying the rebels with Starktech.

Cap heard a noise, and leaned close to the shadows and the edge of the wall. He saw a man wearing a suit of armor like Iron Man's, yet vastly different. Cap could barely make out what the man was saying cause his voice seemed to be distorted and Cap wasn't close enough. Braving a closer distance, Cap heard the words the Brotherhood and Magneto. Two names that were foreign to him.

"Magneto will be bringing the second shipment with another of our agents named the Blob."

"Blob?" said the Syrian official. "Who is this Blob?"

"You will see, for now we will provide your aid and you will help us in dealing Israel and the United States a hefty blow!"

The Syrian official smiled, and ordered his escort to take him to his safe house. The man in armor turned around, like he knew Cap was there the whole time. He made no move that he noticed Cap. Igniting his boot thrusters and launching into the sky, Cap came out of his hiding spot. Wondering exactly what was going on.

-A-

Tony watched Clint and Natasha in the training room. They were sparring with Natasha using Aikedo and Judo. Turning Clint's Taekwondo and Krav Maga against him. Clint didn't give up though. He switched to boxing and for whatever reason Natasha chose to do the same. Before they laid into each other, Sam pinged him. Tony looked at the message on the bluetooth holoscreen.

_Tony,__found__new__players__in__Syria.__Continuing__to__investigate.__Will__contact__later._

Tony took his blue-tooth off and headed to the elevators to his lab where he could use the nearest SHIELD satellites to get a closer look at what Cap saw. Just when the elevator doors were closing he heard Clint cuss something about his nuts.

-A-

Thor loved the botanical garden. He spent practically all of his time there. His alien weapon Mjolnir made him so powerful he didn't need food, sleep, or water. The way the wind blew his hair back, the sounds of the animals that would have been extinct if Tony hadn't saved them. One of those animals, an Eskimo Curlew landed on Thor's open hand. The bird was beautiful with its mottled brown feathers and large bill curved slightly downwards.

Thor's peace was disturbed when he sensed a presence watching him. Opening his eyes, the alien weapon Mjolnir allowed him to see the woman clad in armor. The colors silver and blue, the armor resembled Stark's, yet it wasn't.

"Who are you and why have you trespassed here?"

"I am a reckoning with Tony Stark, that which you play no part in."

"Listen woman, I will not stand by and let you disrupt my peace, if you come for battle, you shall have it."

-A-

Clint rubbed his face and had an ice pack on his nuts. Natasha could really play dirty. They were the best of friends, ever since he saved her life when she was undercover in the Africa slave traffic ring and was discovered. Natasha would flirt with Clint, and he knew she respected his marriage not to do so in front of his wife and kids. The entire complex shook and alarms went off. Sam appeared before the two avengers in the holographic form of the actress playing Sam on General Hospital.

"Avengers, an intruder has broken into the mansion currently engaged in battle with Thor. Code blue."

"What is a code blue, Sam?" asked Clint.

"Mansion lock down."

"Great, Clint, it looks like will be entertaining guests."

Clint picked up his bow and quiver filled with arrows, following Natasha to the war room.

-A-

Cap kept hidden during the day, only going out at night. He knew that if he was caught in Syria, that Iran would think America was planning an invasion with Marvels at the fore front. Cap thought he had been doing a good job so far despite being seen by the armored man. When he heard a growl, acting on instinct, he raised his shield. Five claws raked against the shield. They belong to a yellow haired man with Auburn eyes wearing a black colored special ops suit.

"Well, well, if it isn't Captain America himself."

"Who are you?" Captain America said.

"Name's Sabertooth, heard you were snooping around and decided to meet the living legend in person."

Cap clenched his fist, " I've heard of you, the butcher of Bagdad, you killed a lot of innocent people mister!"

Sabertooth laughed, his fangs dripping with drool. "I enjoy my work and the work I do is what I am best at."

Cap slammed his shield into Sabertooth taking the big man off his feet and brought the shield down into Sabertooth's sternum. Sabertooth kicked Cap in the knee, leg tripped him. Giving him an opening to go for Cap's throat.

-A-

Tony had been examining the readings from his satellite for so long that he hadn't notice the alarm blaring. It took the entire mansion shaking for him to realize something is wrong. The monitor showed a code blue alert.

"Sam, armor module now!"

An armor module descended from the ceiling, Tony stepped into the armor and it locked into place. Using mobile tubes, he arrived in the botanical garden where Thor battled a woman wearing similar armor, but different colors.

"What is going on here?"

Thor turned his head leaving him open to a blast from the woman in armor that sent him flying through dozens of trees. The woman in armor turned to Tony, her palm blasters glowing.

"Who are you?"

"You don't know your dear older sister, Tony?" The armored woman's helmet opened revealing sandy brown hair, blue eyes, and she looked so much like Tony's mom.

"Catalina!"

"Didn't expect me to come and pay a visit to your nice digs?"

Iron Man's hud attempted an analysis of of Catalina's armor for Starktech. In the mean time, it seemed reconnecting with his sister was going to be a priority. "What do you want, Catalina?"

"Just some brother, sister time. We don't see each other all that often."

_Warning__massive__energy__surge__detected._

"Catalina!"

The sound of thunder and a bright blue flash. Catalina was struck full on and sent spiraling through the upper wall, out of the botanical garden and right onto the property. With her systems failing, Catalina was petrified. Iron Man flew up ahead of the enraged Thor, to check on his sister. Catalina lie on the ground unmoving cause her power cells were bleeding out energy. Iron Man came close to her using his energy siphon to contain the energy leak and used the tools in his gauntlet to repair her power cells. Thor came flying up through the hole, his eyes crackling with energy. A look of madness on his face.

"Stand aside Stark, or join the intruder in the path to oblivion!"

"Stand down, Thor. This intruder is my SISTER!"

Thor's eyes went back to their normal hue, he landed on his feet. His war hammer's glowing faded. "Your sister?"

"Yes," Iron Man said, working to get his sister's armor some what operational so that he could save her from oxygen deprivation. The suit like Tony's could be a coffin without any power. In a short amount of time, Iron Man got Catalina's armor up to partial power. She took of her helmet, her face sweating from the heat inside the armor. Without a running cycled air system, she couldn't keep cool or breathe.

"Are you all right, Catalina?"

Catalina looked at her brother, but she didn't say a word. She took the rest of her armor off revealing a blue bodysuit underneath. Thor was immediately attracted to her. Despite her age, she was gorgeous.

"Your friend here packs a punch," said Catalina.

"He is the God of Thunder."

"Your sister is very lovely, I wonder why you have never mentioned her before."

"Because we never really got along after our parents died," said Iron Man.

"That is one way to put it," said Catalina. "Tony was our parents bundle of joy. Gregory and I were just place holders for the family name."

"That's not true."

"Bullshit, Tony!" said Catalina. "You were always the apple of our parents eye."

Tony took off his helmet, stared his sister in the eyes. "What do you want, Catalina?"

"I'm dying, Tony. I have lung cancer, an untreatable kind."

The news hit Tony like the weight of the planet fell on his shoulders. Tony hadn't seen his sister in years, not since their parents died. Now, she returns and she is dying. After treating the wounds she had, Tony and Catalina sat in the conference room with Thor leaning against the wall with his eyes closed. As if he was spacing out.

"I don't understand, how long have you had lung cancer?"

"That's just it, I never knew I had it until after..."

"After what?"

"My company was working on an experimental gamma ray chemotherapy device. One that we hoped would do less damage to terminally ill cancer patients. While watching the machine in action, I was unaware there was a leak in my suit, the gamma rays mutated the cancer cells in my body, making them resistant to all cancer therapies."

"I didn't know I had cancer cells in me, until after I got sick. Greg refused to see me since he was still angry about the fight we three had at our parents funeral, and you have been so busy with your projects, I figured the only way I could reach you was by grabbing your attention with an assault on the machine."

"Catalina, I'm so sorry..."

"I DON'T want your pity, Tony. I just wanted to let you know that I am sick, and I am planning assisted suicide."

Tony palmed his face, he had no idea how to react to his sister's bleak decision.

-A-

Cap caught Sabertooth's lunging hand, kicked him in the balls. With that opening, he launched Sabertooth over him and onto the shattered roads. On his feet, Cap ran toward Sabertooth and with the sharp edge of the shield. He impaled Sabertooth in the throat. The mutant's eyes rolled back into his head, his body dropped with the head barely hanging on. Cap allowed himself a breather. What he saw next, tall robots that looked like something out of a manga made him rethink his decision of snooping into the illegal arms transactions going on in Syria.

_To__Be__Continued..._


End file.
